Bain is defying Fuji Soft’s board over plans to launch a takeover bid from Reuters
At the Anton Bridge
TOKYO (Reuters) – Bain Capital plans to launch a tender offer for Fuji Soft shares even without the approval of the target company’s board, the U.S. private equity firm said on Wednesday.
The announcement came a day after the Japanese IT company reiterated its support for the second phase of a takeover bid from rival KKR, rejecting a higher offer from Bain.
Bain said it had “strong concerns and suspicion” about Fuji Soft’s response to its proposal and said there was no reason for its higher offer to be rejected, which would harm the interests of minority shareholders.
In a filing, Bain said it now intends to “initiate our tender offer immediately if (KKR’s) second round of tender offer ends unsuccessfully or is withdrawn.”
The company had previously said it would launch its tender offer only with the approval of Fuji Soft’s board, but would now lift this condition in light of the stance of Fuji Soft’s management.
Fuji Soft’s board backed KKR in November, saying Bain’s offer was not viable because KKR could now block it.
The special committee set up by Fuji Soft to review the deal also said that Bain should not make a higher offer and should discard all confidential information it had collected during due diligence.
